SMITH MICRO SOFTWARE, INC. — Director's Dealing 2011

Feb 28, 2011

SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: SMITH MICRO SOFTWARE INC (SMSI)
CIK: 0000948708
Period of Report: 2011-02-22

Reporting Person: Carpenter Rick (VP & General Manager, Wireless)

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	9907	Direct
Common Stock	50000	Direct

Footnotes

F1: Restricted stock grant of 9,907 shares on 08/17/2009. 25% vested on 08/17/2010; balance vesting in 36 successive equal monthly installments. 6,192 shares unvested at 02/22/2011.

F2: Restricted Stock Grant of 50,000 shares on 02/19/2010. 50% are based on 2010 performance and will vest 25% on the measurement date (late February/early March 2011) and the remainder in 36 successive equal monthly installments. The remaining 50% vests evenly over 48 months beginning March 19, 2010. A total of 43,750 shares are unvested at 02/22/2011.